The Ghost and The Machines
by Epona Harper
Summary: Axion Labs has technology that the Decepticons would love to get their hands on. But they never expected spectral opposition. A crossover between Danny Phantom and Transformers
1. Chapter 1

**(Disclaimer: Danny Phantom and all characters from that show belong to Butch Hartman. Transformers and all the characters from that show belong to Hasbro, various comic companies and some TV studio, I can't remember which one. No profit was made from this fic so give your lawyers some more lucrative busy-work to do.)**

"Prowl! What's our ETA?", the Autobot leader asked, worry increasing by the nano-second as he led the Autobot squadron down the highway at top speed. It was a small squad – all that could be organized in the short amount of time they'd had. The semi was flanked by his tactician and head saboteur. Ratchet was next in line with the Lamborghini Twins bringing up the rear.

"Five minutes, Prime," the tactician responded. "I am not optimistic about our chances of arriving in time."

"Ya' think!" snapped Jazz. "By the time we get there, the 'Cons will probably have made off with that generator and there'll be a smoking hole where the lab used to be. We've got to get better intelligence on them, man!"

"We're working on that," Prime said as they slowed for the last turn on their approach. "For now, we..." His voice trailed off as something unexpected appeared on his long-range scanners. "It appears that the law enforcement of Amity Park may be better armed than we thought. I'm detecting high levels of weapons fire."

_Decepticons! Retreat!_ came a familiar voice over the open communications band. The Autobots slowed...and stopped as they caught sight of a Decepticon raiding party flying their way.

"Autobots! Transform and prepare for battle!" Optimus shouted, shifting quickly to robot-mode and pulling his gun from subspace. He zeroed in on Megatron...who was looking decidedly worse for wear. Was the barrel of his fusion cannon actually cracked? The rest of the warriors didn't look any better.

"Not today, Prime!" the Decepticon commander croaked as he changed course and shot away at top speed. Just before they flew out of range, a bolt of green energy lanced out to hit Starscream in the afterburner, but it wasn't from any Autobot weapon. Prowl quickly traced the trajectory back...towards Amity Park.

"AND STAY THE HECK AWAY FROM MY HOMETOWN!"

Prowl increased his optical magnification to get a better look at the tiny figure which had been pursuing the Decepticons. He appeared to be human...except for the fact that he was flying under his own power and had a distinct bio-luminescence. That was all he managed to register before his logic processors locked up and he keeled over. Fortunately, he was caught by the Autobot's medic before he could hit the ground.

"Slaggit!" Ratchet cursed as he pulled out his tools. "What set him off this time?"

"Ummm…I think _that_ did," Jazz said, bemusement in his voice.

By now, every optic in the team was locked on the flying, white-haired figure as he closed in on their position. He didn't seem exactly pleased to see them. In fact, he looked rather pissed off. Green light collected in his hands as everyone's energy sensors started screaming.

"Awww, heck! More of you scrapheaps?" the apparition shouted. He cupped his hands together and the energy flowed together into a tight orb with lightning bolts playing across its surface. "You've got exactly five seconds to clear out before you get the same treatment I gave your buddies!" Not exactly the best thing to say to an Autobot…even worse to say to one Autobot in particular.

"Who are you calling a scrapheap, squishie?" Sunstreaker roared as he leveled his gun at the flying human. The outcome if he fired would have been messy, but, fortunately, Optimus' hand came down on the barrel, shoving it toward the ground.

"Stand down, Sunstreaker!" he snapped. "All of you, stand down!" Sideswipe and Jazz also lowered their weapons (Sideswipe rather reluctantly). Then Prime turned back to the creature threatening them. He subspaced his rifle and held up his hands in a placating gesture.

"I am afraid you've made a mistake," he said. "Those were most definitely not our 'buddies'."

The human frowned, then seemed to take a second look at the robots. "Oh…ooops."

The energy orb between his hands suddenly dissipated, and he grinned sheepishly, running one hand through his hair. Suddenly he looked very young and uncertain. "You're the Autobots, huh? Ummm…sorry about the scrapheap crack. Fighting off big nasties kinda puts you on edge." He rolled his glowing eyes and sighed. "This was _so_ not how I wanted to spend my weekend."

"Aww, don't worry about it, kid," Jazz said cheerfully. "Mistakes happen and we won't hold a grudge."

"Speak for yourself," Sunstreaker grumbled and earned himself an elbow in the flank from his twin. Optimus quelled them both with a pointed glance.

"In any case, we owe you thanks for taking care of our job for us," the commander said. "A most impressive performance from the damage levels we saw. I was not aware that any humans possessed abilities such as yours."

A brief look of apprehension crossed the boy's face. "Well, they don't," he said. "I'm not exactly human. Ghost, you see." He grinned and waved. "And I'd love to chat but I've got places to go right now. See ya!"

"Wait…" Optimus started to object, but it was too late. The ghost had vanished.

"Mirage isn't going to be happy to hear someone's stolen his shtick," Sideswipe remarked.

Ratchet looked up irritably from his work on Prowl. "Does anyone know what in Primus' Name that was?"

Sideswipe snickered. "Looked like a flying teenager."

"A smart-mouth flying teenager," his brother added sourly.

"A smart-mouth, flying, glowing teenager…with energy blasts."

"We obviously need more information," Prime cut in. "How long until Prowl is back online?"

"One more minute and he'll be up and kicking," Ratchet answered, bending back to his work.

"Very well. We'll proceed to Axion Labs. They'll need our help with the damage, and they might have more information on this…ghost."

Jazz snickered. "Maybe we should send Prowl home for this one. I can tell it _won't_ be fun for him."

o-o-o o-o-o

"Dude! What were you _thinking_!"

Danny studiously ignored his friend's ranting and focused his attention on getting the double Nasty Burger inside him as quickly as possible. Using his powers always burned up huge amounts of energy and, by the time he'd gotten back to the restaurant where Tucker and Sam were waiting, he had been nearly faint with hunger as well as sporting purpling bruises over large portions of his body.

"The Autobots!" Tucker continued. "The Auto-freaking-bots! You had a chance to meet them and you just flew off? Without even getting an autograph!"

"Well, he'd just spent the last half hour fighting their arch-foes," Sam said irritably. "If I was in his shoes, I wouldn't feel much like chit-chat either."

"Not to mention that they were starting to ask questions about me and my powers," Danny said after swallowing. "I've already got Valerie, my parents and half the ghost hunters in the country after me. I _don't_ need to be dodging giant, alien robots, too."

Tucker rolled his eyes. "Come on, Danny. The 'Bots are the good guys…"

"Supposedly, so are the Fentons," Sam said dryly.

"We just can't afford to take chances, Tuck," Danny sighed, pausing to take a swig of his coke. "Things are complicated enough as it is." He leaned back in the booth and stretched. "At least I was able to save that new thingamajig the Axion people were working on. Any idea why those creeps wanted it?"

The technogeek snorted. "You have _got_ to pay more attention to tech-news. That thingamajig is the latest thing in matter-antimatter power generation. Of course the Decepticons were after it!" His eyes sparkled behind his glasses. "And I still can't believe you took out those 'Cons by yourself. That is so freaking cool!"

Danny grinned. "Amazing what you can do when you can overshadow a giant, laser-armed robot."

"If we can dispense with the mutual-admiration society for a minute," Sam broke in, "all I know about anti-matter is from Star Trek…where it seems to be a plot-device to endanger everything in a hundred mile radius at the most dramatic time." She folded her arms and scowled. "Not exactly something I'd like to have sitting in my hometown."

"Well…it is dangerous," Tucker said, going serious for a moment. "But it has the potential to produce incredible amounts of pollutant-free energy." He winked slyly at the Goth. "Imagine it, Sam. No more smoking coal plants. No nuclear waste…"

Sam turned thoughtful as she considered this. "Well…"

"We can debate alternative energy sources later," Danny interrupted. "What we need to consider right now is the chances of those Decepticons making another raid. What do you think, Tuck?"

Tucker held up his PDA. "From what I've overheard on the communications bands, I don't think it will be for a while if they even try at all. Between you coming out of nowhere and totally kicking their butts and the re-enforcements the Autobots just called in to help Axion repair the damage and guard the place, they'll probably think it's too risky." His eyes took on a pleading, puppy-dog look. "Think they'd give me an autograph if you flew us over there?"

Danny groaned and buried his face in his hands. "No, Tucker. You can go over and bug the giant mechas if you want. _Danny Phantom_ isn't getting anywhere near them if he can help it. I'm taking enough risks as it is." He snickered. "But, if you go, I'd watch out for the big, yellow one. He's got a temper."

o-o-o o-o-o

"Yer' tellin' me that a human teenager managed to rip the manifolds off of an entire Decepticon strike force?" Ironhide asked incredulously after Jazz briefed the newcomers on the situation.

"Well, the dude did say he was a ghost," Jazz replied.

"So a _dead_ human teen ripped the manifolds off an entire Decepticon strike force?"

"Hey, man! It does make sense in a way. Like in those horror movies - how to you kill somethin' that's already dead?"

"Really, Jazz. Ghosts?" That was from Perceptor, the head of the Autobots' science team. There was a look of patent distaste on his faceplates. The saboteur only shrugged.

"You gotta better explanation for what's on these security tapes?" he said, activating the monitor. The soldiers fell silent as the battle played out on the recording. "We've got a human who flies, shoots energy blasts that can punch through three-layer titanium armor and…check this out."

Jazz slowed the tape. On the screen, the black-clad human's body went transparent just before a laser blast hit him. The bolt appeared to go through the ghost harmlessly. Wheeljack gave a low whistle from the back of the crowd.

"So ghosts _are_ real after all," he mused.

"In this town they are, anyway," Jazz said as he sped the recording back up to normal. "And this one is a powerful little guy with some rather nasty tricks up his sleeve. If the town didn't already have a name for him, I'd call him Zuul."

The image of Megatron loomed in the camera-frame, scowling as he aimed his fusion cannon at the ghost. The spirit dodged the blast adroitly…and dove straight at the Decepticon leader. The Autobot's gasped as the boy seemed to vanish into Megatron's chest-plate. On screen, Megatron froze. His optics flickered for a second and shifted from red to green.

Then he opened fire on his own troops.

"Primus!" Ironhide murmured.

"'xactly," Jazz agreed. "Locals call him Danny Phantom, and there's a slaggin' whole lot of confusion as to what Side of the Force he's actually on."

"Hey, he's against the 'Cons!" Cliffjumper shouted as the screen showed Phantom fly out of Megatron and send an orb of energy down the barrel of the Decepticon's fusion cannon. "That's good enough for me."

"The enemy of my enemy is not always a friend." The group turned to see Optimus striding over to them. "Whoever or whatever this Danny Phantom is, he is powerful and possibly dangerous. As a result, Jazz will be heading up a team to uncover more information while the rest of us assist in repairing Axion's equipment."

His optics narrowed as he watched the retreat of the Decepticons. "I would very much like for us to have such an ally…but we must be cautious."

o-o-o o-o-o


	2. Chapter 2

**(See chapter 1 for the disclaimer.)**

Danny ducked one of Skulker's missiles and retaliated with a set of rapid-fire ecto-blasts.

"Can't you go hunt someone else for a while?" he asked as he shot straight up to get a little more height advantage over the ghost. "The Behemoth looks like he'd be a challenge."

Skulker laughed and launched an energy bolo which forced the hybrid into a frantic zigzag flight to avoid being entangled. "I sleep under a Behemoth pelt, whelp!" he shouted back. "I feel no need to replace it. However, I do lack a ghost-child pelt."

The hunter's next missile detonated close enough to Danny that the concussion knocked him out of the sky. He went intangible as he plummeted through tree branches and managed to pull out of the fall just before he hit the ground. "What the hell's so special about my pelt, anyway?" Danny muttered as he slipped deeper into the trees. "I mean, I'm rather attached to it, but it'd look pretty creepy off of me."

"You can't hide from me forever, ghost-child!" Skulker laughed as he dove through the branches. An ecto-beam lanced out. Skulker ducked…and laughed again when he realized it had been nowhere close. "Your aim is deteriorating, whelp," he gloated, aiming his wrist cannon at the boy. Danny, for his part, looked rather unconcerned.

"Naaaah. I think I'm doing pretty good."

**CRACK!**

That was the only warning Skulker had before the heavy, oak limb Danny had cut through landed on his back. Before he could go intangible, he found himself staring down the open barrel of a Fenton Thermos.

"This isn't over, Ghost-chiiiiiiild!" he howled as it sucked him inside.

Danny rolled his eyes as he capped off the trap. "No, it never is. My life really sucks sometimes."

"OVER THERE! THE ENERGY BLASTS ARE COMING FROM OVER THERE!"

The boy groaned and slung the thermos over his shoulder. "And _this_ would be one of those times."

A sports car painted up like a fire-chief's car roared into the park. Hot on its tail was a white and black Porsche.

"Red! Calm the slag down, man!"

The lead car transformed into a red-and-white robot who leveled a finger at the ghost.

"You! Stay where you are! It is imperative that…"

_That I get the hell out of here!_ Danny thought as he went intangible and phased through the ground. As it enclosed him, he could just make out the second voice…

"Scrap! Smooth one, Captain Catastrophe…"

Danny flew underground for about half a mile before surfacing. He remained invisible for a moment before darting to an alley to change back to human form and checked his watch.

"Crud! Late for class again! Well, better minimize the damage."

He shifted back once more, turned invisible and flew for the school at top speed. The week after the Decepticon attack had been an exciting one for Amity Park. Even for a town used to ghost attacks on a daily basis, the sudden influx of friendly, alien robots was sure to stir things up. The entire technophile contingent of Casper High was in Nirvana, swarming around the Autobots like bees around a hive. Tucker in particular had made a pest out of himself trying to get autographs from every one assigned to the project.

Unfortunately, one of the _projects_ the Autobots were pursuing here was Danny. The robots had been asking questions about him to the local police, the ghost hunters (his parents included) and all the witnesses of past ghost fights they could find. Now they were turning up every time some spectral creep had a go at him.

Danny sighed as he flew through the school roof and phased into a janitor's closet. He _so_ did not need another complication in his life.

o-o-o o-o-o

If anyone bothered to poll the Autobots about which member of their team was the most laid-back and unflappable, it is pretty certain that Jazz would be in the top 5. He was a cool-headed 'bot. "Do it with style or don't bother doing it," was his credo, and getting hot and bothered about stuff was _so_ not stylin'

"This is absolutely unacceptable, Jazz! We must find a way to apprehend that creature. Can you imagine what such an entity can do to us? No one can be trusted! They might be under his control and we would never know a thing until it was too late!"

Jazz was proud of his cool attitude…which was why it really ticked him off that Red Alert was making him seriously contemplate ripping the security officer's voder out. This was the closest any of them had gotten to the ghost-kid since their first meeting and the Master of Paranoia just _had_ to scare him off.

"Not like you trust anyone to begin with, Red," he said, sourly. "You know, if _some_ 'bots would just play it cool, we might get a chance to see what that kid's all about."

"Just invite him over for…oh, what is it? Milk and cookies?" Red Alert sneered. "And while we're having our little chit-chat, he sizes up the best people to possess and…"

Jazz had rarely been so grateful to hear his comlink's incoming message beep.

"Jazz here, Prime," he said as he activated it. "And, before you ask, ghost dude flew the coop again."

_I was afraid of that._ Optimus' voice was resigned. _Resume your patrol and inform me immediately of any developments. However, if we can't make contact by tonight, we will have to re-evaluate the situation._

"Copy that," Jazz said, giving Red Alert one last glare from behind his visor before transforming. He wondered what karmic gaff had resulted in him being teamed up with the neurotic twit.

o-o-o o-o-o

Danny gazed down at his lunch tray. This was the perfect capper to his day. Late for home-room, a Lancer pop-quiz, his daily "trip" to the locker room floor courtesy of Dash's foot and now…this. The cafeteria staff had outdone themselves today. The menu said "meatloaf surprise". Well, it certainly was surprising. Never before had he seen _aquamarine colored meatloaf_.

"Your parents haven't sold any of their ecto-cookers to the school, have they?" Sam asked, tentatively poking the quivering mass with a spoon.

"God, I hope not!" Danny breathed. "The last thing we need is to give the Lunch Lady reinforcements." He shoved the tray away and rested his chin in his hands. "I think that's ruined my appetite for the next two days."

"Ultra-recyclo-vegetarian, Danny," the Goth said merrily. "You never see me having problems like this."

Tucker sniffed in distain. "Don't listen to her, dude. Man was not meant to graze."

"THEY'RE HERE!"

The high-pitched shout quite handily interrupted the impending vegetarian/carnivore debate. Every head in the cafeteria turned to see Mikey standing in the doorway looking like the Rapture was about to occur.

"Autobot!" he cried, completely ecstatic. "Here! Out front!"

The nerd was bowled over as three-quarters of the students present stampeded for the door. The rest crowded the windows to see what was going on. Danny and Sam (dragging a protesting Tucker) were in the latter group.

"Great," Danny muttered. "They've found a way to track me!"

"Don't be so sure," Sam said, hopefully. "They might just be asking questions again. Remember, Casper High is one of the ghosts' favorite targets." She frowned at Tucker. "Which one is that?"

"Wheeljack," the technogeek said confidently. "Autobot engineer. Transforms into a Lancia! Can you even comprehend the sheer level of uber-techno-coolness…"

Sam slipped a hand over his mouth before he could go on and pointed at the throng of kids being futilely waved back by the teachers as Principal Ishiyama came out. "Yeah, okay. Tucker, your mission, and you have no choice but to accept it, is to get as close as you can and find out what he's here for."

Tucker was racing for the front of the school the moment Sam let go. By this time, the cafeteria was largely deserted, and Danny turned around to lean against the window frame. "I do _not_ need this!" he said for about the twentieth time that day. "Why can't they just go home?" Sam smiled and laid a sympathetic hand on his shoulder.

"Cheer up. I've heard they're almost done over at Axion Labs. They can't devote all their time to tracking you down after that. They've got other work to do."

Danny sighed and looked out the window again.

"Hope you're right, Sam."

o-o-o o-o-o

Optimus looked over his troops as they filed into the warehouse Axion had loaned them for temporary headquarters. Their time here in Amity Park was almost up. He knew that in his microprocessors, but he didn't feel quite right about just leaving – not with the issue of the ghost unresolved. This final briefing was partially intended to attempt to find a solution to that conundrum.

"All present and accounted for, Prime," Prowl announced as the last Autobot (excepting a couple on perimeter guard), entered. The Autobot leader straightened his posture slightly.

"Repairs to the lab itself should be complete by late tomorrow," he said. "You have all done well, and Vlad Masters called to personally express his gratitude for our efforts."

He paused to let the murmur of appreciation die. "Perceptor, what is the status of the experimental generator?"

The scientist stepped forward. "The generator for the most part was undamaged in the fight," he explained. Then he gestured to the microscope barrel mounted on his shoulder. "However, on inspection under my electron-scanning function, I discovered that the antimatter containment shield had been riddled with micro-ruptures from its rough handling. It will have to be completely re-constructed before they continue."

"In other words," Wheeljack added, "we probably won't have to worry about the Decepticons coming after it again for at least two months because the generator's worse than useless without that shielding." He chuckled, his voder lights flashing. "That is, unless you're looking for a really spectacular way to commit suicide."

"Ah guess that means the 'Cons won't be tryin' for it until they've got the whole thing ready," Ironhide remarked. "Lazy, good for nothin' caulk-heads…"

Prime smiled behind his face-mask. "An accurate summation," he agreed. "As a result, our overt presence here would not be necessary, and we do have other matters that require our attention." He turned to Jazz. "However, there is one loose end I would very much like to tie up…"

Jazz rolled his optics behind his visor. "And I'd love to tie it off for you right now, Prime, but I can't. Depending on who you talk to in this crazy town, that Phantom cat is either the best thing since spiked energon or Megatron's own spark-mate." He gave Red Alert a pointed look. "The kid himself is pretty gun-shy, so going getting the straight scoop from the horse's mouth has been a no-go."

He rubbed the back of his head with one hand. "And, to be perfectly honest, I don't blame the kid for being…well, spooked." He paused, grinning unrepentantly, for the groans to die down. "He can't show his glowing face around here without a bunch of Ghostbuster-types trying to blast it to kingdom come."

"From what I heard, they may have reason," Prowl objected. "There was an incident where he held the mayor hostage…"

"But there's something fishy about that, too," Ratchet broke in. "I was there when you talked to the guy, Prowl. How did he get held hostage without retaining any personal memory of the incident? It sounded more like he was reading from a news report than telling his own story."

The tactician nodded, "Agreed, it is disturbing, but, since this Phantom has been so reluctant to cooperate with the local authorities, perhaps it is not in our best interests to try to contact him."

"Come off it, Prowl," Sideswipe called out from the back of the room. "The 'local authorities' are about as bright Forrest Gump and as trigger-happy as a short-circuited Sentinel. We're just gonna leave this kid to fight off the 'Cons on his own when they come back?"

"I would prefer not to do that," Prime said, grimly. "He did an excellent job of holding them off, but that may be because he was a completely novel enemy - one that they had no idea how to counter." He turned back to Perceptor. "Am I right in assuming that Danny Phantom may not have that advantage next time?"

"That is highly likely, Prime," Perceptor confirmed. "I've spoken to the local…ghost experts. It is possible to create weapons that could injure or destroy a ghost. There are also forcefield frequencies that can be used to block them." The barely suppressed distaste in the scientist's voice elicited grins from many of the Autobots. The encounter between him and the Fentons had been…memorable. Perceptor was having a hard enough time dealing with the concept of ghosts to begin with. On top of that, he had to deal with a pair of researchers whose enthusiasm (and paranoia) about ghosts was matched only by the sloppiness of their science. It was hardly surprising that he wasn't exactly enjoying this particular mission.

"So, if the Decepticons do strike again, the contest will not be as one-sided," Optimus concluded, grimly. "I suppose that making a public announcement that I want to meet with Danny Phantom would not be effective either."

Jazz shook his head. "Doubt the kid would show. Any public announcement will let the local hunters know where he's gonna be, and he's got no real reason to trust that we'll protect him. I don't see how we can set this up unless we can manage to talk to him directly."

Prime thought this over for a moment. "In that case, you have until repairs are complete to find him," he finally said. "We can't take any more time than that. Dismissed."

The meeting broke up with its usual banter and grumbling as the Autobots went back to their assigned duties. Jazz lingered for a moment. He was not happy with the idea of simply abandoning Danny Phantom to the cyber-wolves but couldn't see a way around it.

_If we could only get a message to the kid, one he could trust. But who in Primus' name would a ghost teen trust?_

He thought back over the information they'd collected: "hot spots" of ghost activity and the types of people involved in and around the attacks. Several facts and hunches connected in his processor and Jazz was hit by a new idea. Grinning like a maniac, he jogged out of the warehouse. "Prime! Wait up!"

o-o-o o-o-o

(Author's Note: Thanks for all your kind reviews, folks. Now, a little warning. I'm about to blatantly abuse the timelines of both fandoms. In a exercise of poetic license, I'm merging the timefrane of the Transformers season 2 cartoon with that of DP. You'll see why in the next chapter. ;)

Also, since I didn't have a beta for this chapter, all constructive crit is welcome. )


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